The compensation committee of the board of directors is composed
of three independent directors who assist the board of directors
in fulfilling its responsibilities for establishing compensation
levels and benefits for (i) our president and chief
executive officer, our vice president of finance and chief
financial officer, our vice
president  exhibitions, and our vice president
and chief legal officer (together, the executive
officers), and such other officers as the board of
directors may determine, and (ii) our non-employee
directors. The compensation committee operates under a written
charter that was adopted by the committee and approved by the
board of directors on April 12, 2006. The committee
believes that the charter is an accurate statement of its
responsibilities and will periodically review its adequacy.

Our president and chief executive officer may participate in
discussions regarding compensation and benefits relative to the
other executive officers, but will not be present to approve
recommendations with respect to his own compensation or the
compensation of other executives.